Fairly Odd Halloween
by Sithicus
Summary: A new adventure is about to occur on Halloween, all through the night, we should be filled with fear and fright. Watch out Timmy, Real and Scary isn't exactly the best idea when your town is located on a leyline opposite the world's worst tourist spot.
1. Chapter 1

**Author's Notes:** I have had so much good response on this story at another site I frequent, I thought I'd share it here too and see if anyone who visits this site might care to read it.

_Disclaimer Poof: The characters of Fairly Odd Parents and Buffy the Vampire Slayer belong to their respective owners. Butch Hartman & Joss Whedon Respectively. The author makes no claims otherwise... This is a Fanfiction story, it has been written to entertain freely the masses and nothing is expected of anyone involved... Except maybe a few nice reviews. I am poor, please don't sue me._

_

* * *

_Sunnydale, California: A town on the edge of darkness. And unfortunately tonight is Halloween. A chaotic loving individual has decided to come to this town in hopes of livening up the life of his former friend, one Rupert Giles.

Dimmsdale, California: A town on the edge of… well pretty much nothing honestly. This unassuming little burg is the home of one, Timmy Turner, a child ten years of age who is just an average kid which no one understands. His mother, his father even the babysitter Vicky are always giving him commands.

But Timmy has a secret – because in his room the doom and gloom is broken instantly by his magic little fish who grant his every wish, because – in reality – they are his Oddparents – Fairly Oddparents – or more accurately Fairy Godparents.

Creatures from a magical world called Fairy World – somewhere high up in the clouds or perhaps another dimension – and they are assigned to every little boy and girl who suffers terrible childhoods. Lonely, forgotten, ignored. So in a way, Dimmsdale is the counterpart to Sunnydale because Dimmsdale represents the light side of the equation as long as the Fairly Oddparents of Timmy Turner continue to live there… Perhaps that was the reason for their placement there.

Sunnydale… Dimmsdale… Opposite ends of the Pole.

"What pole?"

"Cosmo, don't interrupt!" Timmy ordered the green haired Fairy.

"But, Timmy, I don't see a pole," Cosmo said. "What's this guy talkin' about?"

"Cosmo! We're not in the story yet," Timmy reminded.

"I want to see the pole!" Cosmo shouted in a childish tone.

Timmy sighed. "Wanda, I wish Cosmo could see the pole," Timmy said.

Wanda – the pink haired fairy let out an exasperated sigh and waved her wand. In a poof of smoke with the words – North Pole – Cosmo vanished.

"I said the pole, Wanda," Timmy said.

"What?" Wanda asked innocently. "Can I help it if you didn't specify which pole you wanted him to see?"

Timmy smirked. "Ok, Mister Narrator guy, you can finish your intro," Timmy told me… I mean told the Narrator… Who is glancing around shiftily.

Tonight is Halloween in Dimmsdale as well – unfortunately Timmy Turner is learning that things aren't exactly as fun or as scary as he remembered they were when he was a mere five years old.

Fortunately he has Fairy Godparents and their magic powers to help him overcome this particular problem – unfortunately due to the necessity of peril and a clever plot twist – this Halloween night is going to turn out to be a lot more than even Timmy Turner bargained for. Or the rest of our assembled cast…

Buffy Summers – French Noblewoman.

Xander Harris – United States Marine.

Willow Rosenberg – Slutty Ghost.

Cordelia Chase – Cat-Girl.

And of course… Ethan Rayne – Chaos Mage Mastermind of Halloween's Spell.

Let Us Begin…

_

* * *

_

Timmy is an average kid, which no one understands…

"We can skip that part, I covered it earlier."

_The Buffy Theme Song Now Begins to Play._ "Much better."

* * *

Xander sighed as he led his pack of kids to the next block over on their assigned list – he was starting to feel extremely bored with the task at hand – it wasn't the same when you were too old to sleaze free candy from the people handing out the treats.

He was also kind of feeling nostalgic for the good old days when it was just Willow, Jesse and him trick-or-treating in the relative safety of not knowing the truth – or in other words – unaware of the nightlife that existed in Sunnydale.

Part of him wished he could ignore his volunteer position and just go hang out somewhere with his girls to drown his growing melancholy.

* * *

Unfortunately for Xander at this exact time in a little costume shop – a certain Chaos Mage was about to unleash all hell on All Hallow's Eve – doubly unfortunate for Mister Rayne geographically located on a leyline directly opposite Sunnydale on the coast of California a young ten year old buck toothed boy was just about to wish for something.

Mixing Magics should never be done. Especially on Halloween. And especially on the exact same leyline running through the Earth itself tying one seemingly unassuming small coastal town to another seemingly unassuming small coastal town.

As Ethan Rayne incanted the final words to his spell invoking the power of Janus.

Timmy Turner – accompanied by a musical number – wished for everything to be Real and Scary on Halloween Night.

"This is the part where the magic collides. Right, Timmy?" Cosmo asked.

"Cosmo!" Timmy shouted. "Don't spoil it for everybody."

"I can't help it, Timmy, this is my first crossover ever! And Buffy's a real dreamboat," Cosmo said with hearts in his eyes.

Wanda glared at her husband. "What did you say, Cosmo?" she demanded irked.

"Uh… What I meant to say, was… Nothing compares to your heavenly beauty, my sweet kumquat," Cosmo hastily said backing up from Wanda's magic wand.

"That's better," Wanda said with a knowing smile.

"Can we get on with the magical stuff now, guys?" Timmy asked impatiently.

"One Real and Scary Halloween coming right up!" Cosmo said holding up his wand.

A great big poof of smoke covered all of Dimmsdale – the words Real and Scary floated inside of the smoke – however the leylines located directly beneath the city began to absorb some of the magical power of the Fairies. And that power traveled between Dimmsdale and Sunnydale.

Ethan completed invoking Janus just as the Fairy magic exploded underneath his costume shop. The bust of Janus being used as a focus point for his chaos spell exploded into a million pieces and the magic twisted and turned – a large poof of pink smoke also began to cover Sunnydale – with the words Real and Scary floating in the middle of them.

Fueled by Ethan's chaos spell the Fairy magic once again traveled through the leylines back to Dimmsdale and exploded a second time engulfing the city – what happened next is certainly going to prove just how dangerous Chaos Magic can be if not kept in check.

* * *

Children dressed as goblins and trolls and hellish monsters began to change – their masks fusing to their faces and their skin gaining the textures of beasts they'd dressed as.

Howling at the moon a child dressed as a werewolf bared her fangs and charged one of the children who had turned into a zombie princess.

Opening her door an old lady greeted a demonic gaggle of children with a cackling laugh and a revving chainsaw full of candy. "Hello kiddies!" she cried.

Willow knew this was wrong – she reached out to try and pull the kid about to get cut in two out of the way only for her body to seize up in rigimortis. Her head pounded with pain and she screamed as she collapsed to the ground – her skin turning pale – her heart slowly stopped and soon Willow Rosenberg was dead.

* * *

Buffy was experiencing a similar transformation – as the French Noblewoman guise she'd dressed up as was turned into something that could conform to the request made by an innocent ten year old boy. In order to turn Buffy Summers into something Real and Scary however – the spell was forced to modify her choice in costumes ever so slightly – Buffy's neck spurted blood. It gushed forth cutting off her cries of pain.

Buffy collapsed to the ground – momentarily stunned – when she got back up again she could see her body standing over her. It collapsed a second time when she fainted – not realizing that she'd become a Headless French Noblewoman – a victim of the guillotine during the revolution.

* * *

Xander Harris was unfortunately not killed. Or rather he didn't become a zombie soldier or a zombie anything – he wasn't turned into a werewolf, a ghost, a Frankenstein's monster or even something as incongruous as a demon soldier.

Instead the magic affected him differently – mostly due to the fact that he had once been the focal point for a Primal Possession spell – and Fairy Magic being Fairy Magic couldn't really do much with an ordinary soldier. So it tapped into the remnants of the other spell and transformed Xander into something a little bit more exciting. At least to a ten year old boy innocently making a wish.

Xander felt his fingers twitching. He felt his nails elongating. He felt as though every part of his body was on fire and there was very little he could do about it. With a demented and crazed laugh Xander the Soldier became Xander the Hyena-Soldier Hybrid – a genetically spliced super soldier from world war two. At least in some alternate dimension of dark and evil experimentations.

Xander could smell better than he had as an ordinary human. He could also smell something that excited his primal side. It was a feline… And she was in extreme duress. Not to mention heat.

"Tonight's going to be fun," Xander said in a guttural tone. Then he burst out laughing.

* * *

Willow groaned as she slowly rose up from her position on the cold hard pavement – the sheet she'd been wearing remained on the ground – glancing down at herself Willow started to panic. "I'm dead!" she screamed as she put her hand through her very transparent body.

"Keep it down, ghosty, some of us are working," a robed man said from down the street.

"Death!" Willow shrieked backing away nervously.

"Relax, Willow, I ain't here fer ya," Death said in a strange Brooklyn accent.

"Then… I'm not dead?" Willow asked a tiny germ of hope in her eyes.

"Nah, but this poor sucker is," Death explained holding up the spectral form of one Ethan Rayne – who had been killed in the magical explosion in his shop. "Now I just got to wait around to re-claim a certain blonde demon that escaped from hell when he took possession of an awful poet," Death added with a chuckle.

"You're saying Spike is supposed to die tonight too?" Willow asked curiously.

"Yep. Got him here right in between Mister Rayne here and some poor sap called Georgette Snyder," Death stated.

"Principal Snyder's first name is Georgette?" Willow blurted. She broke down into hysterical laughter. "No wonder he doesn't let anybody see his name plate at school," she said in between giggles.

Death shrugged. "Whatever you say," Death said. "Now if youse'll excuse me I've got to collect my last soul for de night so I can get some downtime," he added before vanishing from sight.

Willow continued to laugh at this odd bit of information when she realized that if she wasn't dead something very wrong was going on. "I've got to find Buffy and Xander," she said. Turning to glance down the street she made her way off in a rush – her legs changing into a wispy tail of spectral energy as she moved rapidly down the dark streets of Sunnydale.

"What happens next?" Cosmo asked excitedly.

"I can't tell you that," the Narrator replied.

"Why not?" Cosmo demanded impatiently. "I want to know what's going to happen!" he cried.

The Narrator sighed. "Yes, but this is the part where we have to leave everyone guessing what is going to happen next. Even you, Cosmo," he informed.

"Oh no! You don't mean?" Cosmo bit his nails nervously leaving a large pile of clippings at his feet.

"Yes," the Narrator said with a grand flourishing gesture as he waved his magic wand. A poof of smoke filled the MS Word Document – accompanied by the words…

**To Be Continued…**

"You're mean," Cosmo complained.

"Cosmo! Stop bothering the Narrator or he won't tell us what happens next," Wanda said exasperatedly.

"No!" Cosmo cried in fear.

The Narrator sighed, saved his work and closed down the program with a mouse click… "I should be getting paid for this… Or at least given the opportunity to be in an episode of the cartoon for real."

…


	2. Chapter 2

**Author's Notes:**

"YAY, Timmy!" Cosmo cried. "We get to make up brand new material for the author's notes section."

"I know, Cosmo," Timmy said rolling his eyes.

"Cosmo, you moron, can't you just do what the author needs us to do again without ruining everything for everybody?" Wanda asked with a sigh.

"I don't know, Wanda, can I, Timmy?" Cosmo asked.

Timmy shrugged. "Don't ask me."

You three are just as difficult to work with.

"Oh yeah!" Wanda threatened the author.

I retract the previous statement... Please.

"I wish for a Disclaimer Addendum," Timmy said with a big grin.

_Disclaimer Addendum Poof: Characters also appearing in this crossover from the sister show Danny Phantom are the property of Butch Hartman, creative genius and mastermind of both Fairly Odd Parents and Danny Phantom... And if Cosmo doesn't stop making me type these silly gushing praise filled Disclaimer's he's going to be sent to Unwish Island and forced to clean SuperToilet again..._

"AHHHHHHHHHH! SO MUCH CLOGGING!" Cosmo trembles in fright.

**Chapter Begin Poof...**

* * *

Denzel Crocker had been in his Crocker Cave running a quick check over all his Fairy finding systems when the spell cast by Timmy Turner's fairies affected all of Dimmsdale and Sunnydale.

Since he was an obsessive crazy person – Crocker was immune to the spell due to the simple fact that he had used magic proof protection to – uh, protect himself. After one too many times of being affected by one of Timmy Turner's wishes he'd decided to make it impossible for them to transform him. At least while he was in his super secret fairy finding fortress of fairy-proofdom.

Thus Crocker was surprised when a loud howl ripped through Dimmsdale – quickly twisting a few dials on his fairy-detector monitoring device he stared with beady eyes intently at the image that popped up.

Crocker smiled. "Aha! Timmy Turner must have wished that everyone would transform into real and scary versions of their lame Halloween costumes in an effort to terrify himself and his fairies… Hmmm… How can I take advantage of this?" Crocker asked himself tapping a finger against the panel of his fairy-detector in thought. "Drat! I knew I should have dressed up as a fairy for Halloween today – I could have proved the existence of fairies and used my magic to capture a real… FAIRY – GOD – PARENT!"

"Denzel! What are you doing down there?"

Crocker flinched. "Nothing, mother!" he shouted up to his mother back in the house.

"Well come up here, I want to show something to you," his mother commanded in a thickly accented voice.

Crocker's eyes widened. "Oh no! Mother dressed as a vampire to hand out candy to all those ungrateful little brats… That means… GAH!" Crocker cried out in alarm as the shadow of a bat fell upon his wall.

"I refuse to wait," his mother stated her fangs glistening.

"Quickly! To the emergency fairy-proof escape device!" Denzel declared raising his hand in the air. "GAH!" he cried again as he rushed over to a corner of his hideout and quickly pressed a large red button marked emergency exit.

The spring mattress hidden under the floor propelled him up through a new opening in the ceiling sending him tumbling through the night sky – his shadow-like flailing form zipped between the moon and the earth tossing a shadow of a pathetic little man over the pavement.

Crocker landed rather painfully in a pile of trash cans outside of Timmy Turner's house. "I must remember to fix that device," he said rubbing his backside slowly. "Now! To begin searching for Timmy Turner's… FAIRY – GOD – PARENTS!" Crocker shouted spazing out in the process.

"Oh look, boys, a tasty mortal treat for us to nibble on," the leader of a group of vampire children said barring her fangs.

"Mother's been busy," Crocker said nervously taking a step back from the vampire children. "You don't want me! My blood is weak and lifeless, filled with the stench of failure, wouldn't you rather drink the blood of someone else?" he asked with a disturbing looking smile on his face.

The lead vampire thought about it for a moment. "Nope," she said with an innocent little smile.

The group surrounded Crocker.

"Now I really wish I'd dressed up as something tonight," he said. The vampires jumped him. "GAH!" he cried out. "Not the face!"

* * *

Grumbling frustratedly Buffy stalked down the street trying to find someone she was familiar with to help her get to Giles' place before anything else could go wrong.  
A car nearly ran her off the road as it was being chased by two large spider-demons that used to be innocent and cute adorable little children dressed up as spiders.

Buffy glared at them wishing she could kill them, but knowing it would be wrong. "Why is it I can remember everything?" she asked out loud. "Half these people don't seem to realize they're supposed to be human."

"Buffy!" Willow cried as she finally found her friend. Willow froze in mid-air and stared at her in shock. "B-B-Buffy?" she repeated nervously.

"Willow. I see you're a ghost," Buffy observed.

"What happened to you?" Willow asked hovering up to her bestest girl friend and studying her closely.

Buffy sighed in mute rage and shifted the weight of her head from one arm to the other. "I got decapitated in the sixteenth century… or something… I'm not sure if I'm actually dead because I don't feel dead. I also don't look transparent or like any of those zombies I've run across. So! I don't know exactly what to classify me," she informed.

Willow frowned briefly. "I suppose you could be like. Some kind of twisted version of the Headless Horseman… Or maybe your Slayerness prevented you from completely dieing like I did." Willow snapped her fingers – this resulted in a rain of water to start pouring down from the sky.

"Hey!" Buffy shouted. "What's with the waterworks?"

Willow snapped her fingers again halting the rain. "Sorry, Buffy! Sorry!" she said in a pleading tone. "Ever since I became a ghost I've had these weird water based powers… I think it's because the ghost me died from drowning."

Buffy visibly stiffened at that.

"Whoops," Willow said softly.

"Never mind that!" Buffy snapped trying to ignore the haunted memories of last summer. "Where's your body?"

"I don't have one anymore," Willow admitted. "I mean. I didn't see anything lying under the sheet when I left it. I met Death by the way, he seems really nice, that guy from the costume shop was killed somehow and guess what? Principal Snyder and Spike are both going to die tonight, so, hey… at least that's a plus. Right?" Willow smiled.

Buffy sighed. "That depends on who they get to replace Snyder," she pointed out.

"We'd better find Xander and get Giles to help figure out what happened to us," Willow decided trying to change the subjects. She really hadn't considered what was going to happen once Snyder was dead.

"I'm all for getting to Giles," Buffy said. "But I doubt we'll be able to find Xander in all this insanity," she pointed out with a shake of her neck. This almost caused her to drop her head. "I've got to stop doing that," she muttered.

Willow smirked. "Why don't we split up then?" she suggested. "Nothing can hurt me as a ghost. And if I find Xander we can meet you at Giles' place… Oh wait, didn't he say he was going to be in the library tonight until after the trick-or-treat thing?" she asked.

Buffy's neck made a nodding motion and her head tumbled to the ground rolling to a stop next to a fire hydrant nearby. "FUCK!" she cursed. "It took me forty minutes just to figure out how to pick me up," she groused.

Willow gently bent down to the ground and scooped her back up in her ghostly hands. "Just because I'm a ghost doesn't mean I can't touch things," she said. "Try not to do that again while I'm looking for Xander," she added.

"Whatever… It's hard not moving your neck when you want to," Buffy said with an exasperated sigh. "Thanks, Wills," she added taking back her head from her ghost friend.

Willow nodded and started off. "If you run into Angel try not to freak him out," she called back over her shoulder.

"Like I want to see Angel now," Buffy muttered. Her nose began to itch so she scratched it while carefully plucking a few twigs and leaves out of her long luxuriant hair. "When I find out what caused this I'm going to kill them," she vowed. "Either that or cut their heads off so they know how it feels," she added with a vicious gleam in her eyes.

* * *

Xander – the part of Xander that wasn't a Hyena-Hybrid Soldier – stirred from his restless state as he came to after a brief nap. He hadn't meant to fall asleep, but after eating a whole case of fresh beef for the Double-Meat Palace he'd kind of dozed off.  
Stirring next to him was a soft furry form – with a tail – Xander smiled as he remembered what else had happened.

That fond afterglow was shattered the moment the cat-woman next to him also woke up.

"Harris!" Cordelia Chase shrieked loudly as her gaze fell on him. And more importantly his lack of the soldier uniform he'd been wearing. "OH GOD! What did we do?" she shouted hissing and backing up from him.

"You weren't complaining about it earlier," Xander accused. But part of him was sick to his stomach. This was Cordelia Chase he'd slept with – Jesse's dream girl before he was murdered by a demonic vampire – it wasn't right that this had happened between them.

"Oh Ewwwwww! Just gross," Cordy said her tail flicking. She began to lick herself clean.

This made Xander's hair stand up and he smiled lecherously. "That preening is so wild," he said.

"Don't you touch me!" Cordy snapped claws exploding from her fingertips in her rage. "What happened to us?" she demanded. "Somehow I blame you… This never would have happened if Party Town hadn't run out of cat costumes. I just know you had something to do with it. I hope I can get my deposit back from that Ethan character," she said off-handedly.

"Cordy, you aren't in a costume anymore!" Xander pointed out.

Cordy stopped licking herself and shuddered. "Don't think I hadn't noticed! I do have eyes after all," she said. "Mother is going to have kittens."

"I think that ship has sailed," Xander quipped.

Cordy shot him a glare. "You're going to help fix this, Xander Harris. You and that freak club you belong to, Summers, Rosenberg, you're all going to get me back to my beautiful **human** self… Or else!"

"Or else what?" Xander demanded.

"Or else I'll press charges against you of rape and assault," Cordelia informed icily.

Xander stared at her in disbelief and angry disgust. "I should have known better than to mate with an inferior species," he declared.

"What's that supposed to mean?" Cordy demanded.

Xander laughed and his laugh unnerved the dark furred cat-girl laying next to him. "Let's just say I should have gone with my first instinct as far as prey is concerned."

Cordy's slitted eyes narrowed with a dangerous sheen to them in the darkened Double-Meat Palace. "I'm higher up on the food chain than you are, laughing boy," she reminded beginning to stalk him.

Xander felt his Primal side beginning to submit to this sudden aggression. His eyes widened in surprise – he hadn't expected that reaction at all. "Right… Uh, Cordy, I think we're in some serious trouble right now. So why don't we forget whatever it is we did and just try and find Buffy, I'm sure she'll know how to deal with this problem," he said confidently smiling at the cat-girl.

Cordy's tail flicked softly and she inclined her head in a superior gesture. "Lead the way, laughing boy," she instructed.

Xander frowned slightly as Cordy smiled at him revealing something in her teeth. "Uh, Cordy, did you eat anything before we met?" he asked.

"What are you implying, Harris?" she demanded.

Xander indicated the small bit of cloth sticking out between two of Cordy's fangs. "Nothing. But you've got a piece of tie stuck in your teeth," he explained.

Cordy rubbed her belly briefly and made a disgusted expression. "Oh right. I thought that was a nightmare… Oh well, Principal Snyder didn't taste as bad as I thought he would."

Xander's jaw dropped at that remark. "Say that again?"

"I refuse to indulge your silly and time consuming request," Cordelia Chase informed haughtily.

Xander started laughing. "I would have paid good money to see you eating our Principal," he said.

Cordy grinned like a – well – a cat. "What can I say, I get hungry when I'm horny," she revealed.

Xander laughed all the way back outside. And Cordy wasn't unnerved by the partially insane laughter emanating from her recent conquest – that was the story and she'd stick to it – no way was she ever going to admit that she'd been taken in by Xander's charm. Or his 'other' attributes.

* * *

The demon known as William the bloody was a pile of ash. Drusilla had wisely not gone out with her lover – so she escaped his fate – unfortunately for Spike he'd been a little too eager to recruit certain creatures to help him locate what he perceived to be a helpless Slayer.

The glowing spectral woman standing over his ashes smiled as she ran a hand through her blue hair. "I don't know how I got here. But I'm going to find out," she said. "And maybe I can find a new source of power here to fan my flames," she added with a cunning little smile.

Summoning a guitar from the ether the spectral woman started to rise up from the ground. She bumped into another ghost dashing through the air – the two of them tumbled to the ground rolling around until they crashed into something solid.

"Ouch," the other ghost said.

"Why don't you watch where you're…" the spectral rocker froze as she caught sight of the other ghost. She was dressed in a provocative ensemble with a short skirt, a mid-riff bearing top and had her hair done up in a bun, plus she had some killer make-up. "Hi," she said with a winning smile.

"I'm so sorry!" the other ghost girl said nervously running a hand over her bun-hair. "Uh. I was trying to find somebody and I wasn't paying attention where I was going… Totally my fault," she said apologetically.

"Not a big thing," the guitar carrying ghost said with a bright smile. "So. What's your name?" she asked.

"Willow… Willow Rosenberg." The hot looking ghost girl said. "I don't think I've seen you around here before, do you go to our school?"

"No," the guitar carrying ghost replied shaking her head. Reaching out she took Willow's hand in hers. It sizzled and a shower of steam started to rise. "Hot! I like it," the ghost said.

"I'd better get going. I've got to find my friend," Willow said.

"Mind if I tag along?" the fire ghost asked innocently.

"Sure, why not?" Willow asked with a shrug. "I mean… I don't mind."

The fire ghost smiled sweetly and giggled. "How about sayin' my name, Willow?" she asked teasingly.

"But I don't know your name," Willow said glancing around distractedly.

The fire ghost played a few strings on her guitar. "Oh you will remember **my** name," she said. "It's Ember." And her hair flickered into a glowing blue flame with intense heat.

"Ember, nice to meet you," Willow said distracted once again as she continued to worry about Xander – so she didn't notice when Ember's form seemed to brighten with power.

"Oh. Oh! Yeah! Rock- on, Willow!" Ember said. "Let's go find this friend of yours," she added. "The more people saying my name the better off I'll be," she added to herself.

"Ok. Follow me, Ember," Willow said rising back up into the ground and rushing off.

Ember flared a second time. "I don't know how I got here from the Ghost Zone, but I think I'm going to like it here," she said inhaling Willow's scent as she followed after her. "Ooooo yeah, I'm definitely going to like it here," she added watching Willow's retreating backside hungrily.

**To Be Continued Poof…**

"We didn't even get to appear in this chapter," Cosmo complained.

"So? We'll be in the next one," Timmy reminded.

"Oh right." Cosmo cheered up.

"Do you think we should try and warn that Willow girl about the danger she's in letting that Ember ghost follow her around?" Wanda asked nervously.

"Nah… We'll just wish up a certain Halfa to help protect her," Timmy said.

"Oh no!" Cosmo exclaimed. "But we're supposed to be the crossover characters, not him!" he muttered.

Wanda sighed. "Timmy?" she pleaded.

"I wish this chapter was finished," Timmy said.

…


	3. Chapter 3

**Author's Notes:**

"Hmmmm, I'm not sure why I'm here, I should be busy trying to capture Timmy Turner's **FAIRY - GODPARENTS!**" Mister Crocker stated spazing out and almost hitting the author.

Well to be fair, Crocker, you were involved in the joke last time... I think... plus I figured it would make a change to mix it up.

"Well for your efforts you get, **an F**!" Crocker handed the author an F.

"Hey, isn't that Timmy's handsome teacher over there?" Dad asked Mom while he was passing out some candy.

"Mister Crocker, what are you doing trick-or-treating?" Mom asked.

"I'm not trick-or-treating!" Mister Crocker shouted waving a hand at them. "And you're not even in this story, why are you stealing my jokes?"

"GASP!" Dad gasped. "We weren't in the story?" Dad started weeping.

"Now see what you've done, Mister Crocker?" Mom accused. "There, there, dear, we'll get to be in the next story," she told her husband patting his back to ease his pain.

"We'd better... But if we're not I know who to blame!" Dad declared pointing his finger skyward and knocking the candy bowl over.

"Who?" Mister Crocker wondered curiously.

"Dinkleburg!" Dad shouted pointing an accusatory finger at his next door neighbour.

Dinkleburg smiled and waved at Dad. "Hi, Turners," he called.

"DOUBLE GASP!" Dad exclaimed. "I'm watching you, Dinkleburg!" he called.

And now I think this has run it's course, Cosmo?

**Chapter Begin Poof... "GAH! It's a... FAIRY GOD PARENT!"**

* * *

Timmy happily walked through the streets as a real mummy – oh sure sometimes one of his body parts would fall off – but he'd gotten used to that too. At least it wasn't too difficult to re-attach the wayward limb.

His wish had turned out to be one of the best things ever – this Halloween was scarier than those fake Halloweens from before – and he got to be with his two Godparents all night out in the open without worrying about breaking Da Rules.

"Hey, Timmy, look over there. Isn't that Trixie Tang?" Wanda asked with a slight frown.

Timmy froze as little hearts danced around his head. "Where, where?" he asked glancing around – his eye rolled so fast it popped out of its socket. "Cool!" he declared picking up the rotten organ in his hand to try and push it back in.

Trixie Tang and her three popular kid friends had all dressed up in impressive looking – and expensive – Jack-O-Bot costumes. Now she and her friends were **real** Jack-O-Bots. Trixie raised an arm and blasted a beam of energy into a building utterly destroying it.

"Not cool!" Timmy shouted in sudden terror. "Wanda, I thought your magic couldn't make dangerous things," he said.

"Ordinarily it can't, sport," Wanda said with an even bigger frown. "Something's not right, Cosmo, are you sure you used the right spell?" she demanded of her husband.

"Uh. I don't know! Timmy, you wanted everything real and hairy, riiiiiight?" Cosmo asked.

"Cosmo, you're an idiot," Wanda declared.

"Well if Cosmo didn't mess up the spell… GAH!" Timmy cried as Trixie almost stepped on him causing his body to scatter about the ground. "Oh terrific! Now how am I supposed to fix this?" he demanded.

"Until Halloween is over we can't use our magic anymore, sport," Wanda said. "You'll just have to deal with being scattered like that."

Cosmo chuckled. "Yeah, Timmy, you have to hold yourself together!" Cosmo started laughing at his own tasteless joke.

"Very funny, Cosmo," Timmy said sarcastically. "Oh no! Trixie just found Veronica!" Timmy exclaimed.

All three of them watched as Trixie and Veronica combined into one much larger Jack-O-Bot.

"That can't be good," Wanda stated.

"Of course not!" Timmy snapped. "If they find Chad and… uh… that other dude, and merge with him they'll become the Pumpkinator!" he stated in abject terror.

"And that's a bad thing?" Cosmo asked cluelessly.

"Of course it is!" Wanda shouted back. "Uh, isn't it, Timmy?"

"Oh I don't know. I suppose it could be a good thing, if maybe, the Pumpkinator was the name of a guy who liked making pumpkin pies!" he yelled. "Wanda, pick up my head," he instructed.

Wanda sighed and did as asked – or rather told – Timmy wasn't very good in a crisis at the start. He was still in panic mode. "And nobody dressed up as any Super Heroes I suppose," she said.

"Did you see any walking around tonight?" Timmy asked rhetorically.

"Nope," Cosmo replied.

"Cosmo! That was a rhetorical question," Wanda reminded.

"Ouch! Brain. Hurts." Cosmo held his head in his hands and stumbled slightly.

"Ok. Cosmo is officially useless," Timmy stated.

"Unless we can find a wand somewhere," Wanda said. "The magic is still in effect, so if we were to have a wand in our hands we might change back to normal, and then you could wish this wish away," she explained.

Timmy would have nodded if he could. "Right… But where are we going to find any Fairy Wands tonight?" he asked. "Every costume shop in town is probably sold out by now."

"Well we'll just have to go look and hope for the best, sport," Wanda said.

"Right! Wanda and I will search the south part of town, Cosmo…" Timmy trailed off with a frown when he caught sight of Cosmo scratching his own butt.

"What? Being a scary janitor human itches something fierce!" Cosmo said speeding up his scratching.

"Just stay here and make sure those two Jack-O-Bot's don't find the others," Wanda said.

"Good idea," Timmy conceded.

"Right. You can count on me, Timmy!" Cosmo said saluting his Godchild before he walked off after the now merged Jack-O-Bots.

"He's going to mess this up, isn't he, Wanda?" Timmy asked.

"Unfortunately," Wanda agreed. "Hurry, sport, let's get to the nearest costume shop and start looking," she added.

"We can't leave the rest of my body around here," Timmy said.

Wanda pursed her lips in thought for a second and then dumped her candy bag out.

"Hey!" Timmy cried.

"It's either your body or the candy, Timmy," she told him.

"Oh fine, but try and save some of it, Wanda," he pleaded.

Wanda smiled. "Sure thing, sport," she said.

* * *

Denzel Crocker rose up instantly from where he'd been left lying on the ground after numerous vampire bites. Which itched something fierce. Scratching madly at the large bumps all over his body he glanced around in some surprise.

"Fools! They didn't kill me or turn me into a vampire, hah! I told them I would give them indigestion," Crocker said with a smug smirk. "Now. To. Find. Turner. And. His. FAIRY GOD – PARENTS!" Crocker shouted once again spazing out. He furiously scratched at the bite on his neck. "GAH! It Burns!" he screamed in pain.

* * *

Fairy World: A happy looking place filled with happy care-free people going about their daily lives. They worked, they played, they had wand fights… it was pretty typical for an extra dimensional realm filled with Wish granting fairies.

There was however one thorn in the side of these particular beings. The fairy put in charge of Fairy World happened to be a rather large and imposing looking fairy – nobody was really sure how he'd gotten the job, but they weren't about to try and elect someone else into the position.  
Jorgen Von Strangle – the leader of all the fairies – was sitting in his steam room with a towel wrapped around his private bits and a shower cap on – to protect his manly hair. When a tingle ran through his very being.

Opening his eyes he glanced at the massive fairy wand resting against the wall nearby. "My fairy senses are tingling," he said. "This can mean only one thing! Someone has foolishly granted a wish on Halloween night to make everything Real and Scary! But they accidentally have tapped into the leylines of their area and caused the wish to make even greater changes in the magical world, which means that, in order to fix this problem I might have to leave the comfort of my steam room!" he shouted angrily his mighty muscles bulging with his rage. "What foolish fairy would dare grant such a wish?" Jorgen demanded grasping the wand in his powerful hands and willing the image of the source of the wish to come in loud and clear.

The image revealed Cosmo picking up a shiny looking nickel off the side of the road. "Phillip! You're back," he said hugging the nickel happily to his chest.

"Cosmo! I might have known," Jorgen said narrowing his eyes. "I will watch these events closely and see if they can fix this mess up by themselves. Because I don't feel like going down there just yet and also, I refuse to miss my show!" Jorgen declared pounding his wand's tip against the floor and summoning a t-v set to the room.

"But… Doctor, I thought she would be alright," the man on the show said.

"She would be. If not for the fact that she isn't Shirley, she's actually her twin sister Shauna, who is sadly not immune to this particular brand of disease."

"GASP!" Jorgen exclaimed bending down to clutch the t-v. "Then where is the real Shirley? Tell me now, I MUST KNOW!" he shouted to the heavens.

* * *

Rupert Giles had not been affected by the spell of the fairies for the simple fact that he was protected by the mark of Eyghon on his arm – sure let's go with that convenient cop out – anyway Rupert Giles was presently working on some of the card catalogues.

Mostly to avoid being forced to endure the foolish colonial idea of a holiday. Halloween – once All Hallow's Eve – had meant a great deal more to the magical community than it did in this modern day and age. The real reason why demons and vampires stayed indoors – or in caves or what have you – was simply because like the Watcher's Council and others they had become sick of the commercialization of this non-holiday.

And Halloween was most assuredly not a holiday. Giles refused to pass out sweets to impressionable young minds – he much preferred the solace and company of his books – it allowed him to get some work done that he just hadn't been able to do during the day.

Considering that remaining in the library for a full school day was difficult for even the children – let alone the librarian – the Hellmouth was most apt at forcing those out of its dominion when it felt like it. Not to say it could feel.

"Giles!" Buffy's cry was sudden and jarring.

Giles glanced up from his work in some annoyance intending to explain to Buffy the meaning of the word quiet – when he got a good look at his charge however he was understandably unnerved – in point of fact he was downright close to fainting. "Good lord!" he said in his customary British fashion.

"Yeah, good lord alright!" Buffy declared placing her head down on the table next to a stack of books. "Fix this!" she ordered plopping her body down in the closest chair to her head.

"F-F-Fix it? I don't even know what it is… B-B-Buffy, am I correct in assuming that you have… lost your head?" Giles asked.

"Is this really the time for bad puns?" Buffy demanded folding her arms over her chest in agitation.

"Forgive me," Giles said. "It isn't every day I'm talking to a headless Slayer. Perhaps you would be so kind as to explain what happened?" he requested removing his glasses to polish them and avoid getting a clear image of the unnerving site – not that it helped him too much his particular need for such visual assistance wasn't as bad as it would seem compared to others suffering similar visual disabilities.

Buffy made a sighing noise through her teeth and her neck moved briefly. "I have no idea what happened, Giles, one minute I'm escorting kids door to door. The next I'm looking up at my body from the street," she informed icily. "Everyone seems to have changed into their costumes from what I could make out. Except it isn't exact, there are a couple of people who dressed up like things that haven't changed, or at least they didn't change into the exact thing they dressed as. More like twisted nightmare versions of them… I counted at least eighteen Disney Princess Zombies running around out there and a couple of ghoulish looking Tinkerbells," she elaborated.

"I-I-I see… What pray tell were you dressed as again?" Giles wondered curiously his mind already beginning to tackle this puzzle.

"A French Noblewoman… So naturally she had to go and get her head chopped off back in the sixteenth century," Buffy replied in a whining tone. "Do you have any idea how hard it is to make your body move without eyes?" she petulantly demanded.

"I haven't had that particular pleasure, no," Giles said in a sarcastic tone. "I'm not sure I can help, Buffy, not without discovering the common threads that tie all of this together," he admitted to his charge with reluctance.

"Maybe it's the new costume shop we all bought these at," Buffy suggested.

"Ah I see. And where might that be?" Giles questioned wishing he could find the solution in a book.

"Ethan's," Buffy replied.

Giles froze mid-motion. His mind began to put the pieces together with alarming swiftness – which left only one thing to deal with – Ethan bloody Rayne. "Do be good enough to remain here, Buffy, I shall have a word with this… Ethan," he informed his eyes flickering with dark rage.

"Good luck with that," Xander said as he walked into the library with Cordelia Chase the cat-girl on his arm. "We passed by that place on the way over. Looks like ground zero for the mother of all explosions," he added laughing as a hyena might.

"Explosion?" Giles repeated suddenly very alarmed. "What the hell have you done this time, Ethan?" he muttered under his breath.

"Xander!" Buffy shrieked upon seeing him. "You're all animally," she accused.

"Hey, Buff, love the whole headless thing ya got goin' there," Xander quipped with a chuckle. "Yeah. Whatever happened turned me into a Hyena-Hybrid Soldier from some dark and twisted place where the government tried to make the perfect super soldier," he explained.

"And I'm a cat and I ate Principal Snyder!" Cordelia stated. "Fix this, Summers, or I'll sharpen my claws on your pretty new dress," she added with a hiss.

Giles' face blanched. "Ate Principal Snyder?" he repeated.

"Is there an echo in here?" Cordy demanded sharply.

"Forgive me, this night is simply full of… complications," Giles said with a shake of his head.

"So? What else is new?" Cordy grumbled plopping herself down next to Buffy – she stuck one of her claws into Buffy's neck's hole. "Does this hurt?"

"Yes!" Buffy snarled. "What the hell?" she demanded slapping Cordy away.

"Where's Willow?" Xander asked suddenly concerned.

"Floating around somewhere looking for you," Buffy replied glaring still at Cordy. "You think about licking any of that blood and I'll slap you into next Tuesday," she threatened.

"Like you can even aim like that," Cordy shot back with a hiss.

"Enough!" Xander snapped glaring darkly at both girls. "Buffy! What. Happened. To. Willow?" he demanded in an icy tone.

Buffy flinched. "She… kinda, sorta, turned into a ghost," she explained in a subdued tone.

Xander stiffened up instantly and whirled turning back around.

"Xander, where are you going?" Cordy called after him.

"To find my Willow," Xander informed.

"So much for being a one woman man," Cordy grumbled as she continued to stare at Buffy's headless neck.

"Oh gross! I did not need to know what you two got up to before coming here," Buffy declared. Suddenly she noticed that Giles had vanished as well. "Hey! Where'd everybody go?"

Cordy shrugged. "Maybe he went to check out that costume shop," she said eyeing her claws briefly as she considered whether or not she wanted to try sharpening them.

"Don't even think about it," Buffy snapped irritated.

Cordy grinned broadly. "Heaven forbid," she said mockingly licking her lips.

* * *

Willow was getting frustrated at her lack of progress – slowly hovering above the costume shop where they'd been earlier that same night she studied the surrounding area closely.

Ember hovered next to her with a slight smile on her lips. "Something wrong, cutie?" she asked.

"This is getting us nowhere, Ember," she said once again missing the subtle warm glow that filled the other ghost at the use of her name. "There's something we're all missing here," she added.

Ember frowned slightly. "What do you mean?" she asked confused.

"Well, Buffy dressed up as a twelfth century noblewoman – or whatever – and was turned into a headless twelfth century noblewoman. I dressed up as a ghost and I became a ghost… So Xander should be easy to find because he dressed as a soldier, but I am noticing a decided lack of soldiers running around down there." Willow frowned. "And also. Aside from me and Buffy everybody else is going about their night normally. The kids are all still trick-or-treating, except for the ones that turned into really freaky looking things like that giant singing frog," she added with a cold shudder.

Ember stared at her fellow ghost. "You mean to tell me… You aren't dead?" she asked softly.

Willow shook her head. "Of course not, Ember, magic changed me into a ghost I don't think I'm really dead… I mean… I hope I'm not. I've got so much left to live for, like college, and sex, and smoochies with a boy…"

Ember's hair flared in impotent rage. "You can't!" she cried. "You can't be alive if you're a ghost! It's not possible!"

"Ember… What's wrong?" Willow asked shying away from her companion nervously.

"You living are all alike!" Ember accused. "Thinking only about your selves, about your petty little lives! Well, I've got news for you, Willow, death isn't all pretty and sunshine!" she informed with a cruel sneer. "And here I thought I found someone I could relate to. Big mistake there!" Ember pulled out her guitar and strung a few bars. "Say my name, Willow, say it like you mean it!" she screeched.

"E-E-Ember…" Willow stammered.

Ember's eyes shone with spectral tears. "You want to see something wrong with this place… Just wait until I finish my song!" she said and then she started to play.

"Yeah! Oooo-ooohhh. It was. It was September. Wind blows. The dead leaves fall. To you I did surrender. Two weeks you didn't call. Your life goes on without me. My life a losing game. But you should. You should not doubt me. You will remember my name." Ember's guitar began to send a strange melody out across Sunnydale. "Oh, Ember! You will remember! Ember! One thing remains OH Ember! So warm and tender, you will remember my name!"

Willow began to feel strange. A warmth was coursing through her spectral body as she listened to the music – and out of the corner of her eyes she started to notice some of the trick-or-treaters stop and listen – even some swaying in time to the tune.

"Ember! Ember!" some started to chant.

"Your heart. Your heart abandoned. You're wrong now bear the shame. Like dead trees, in cold December. Nothing but Ashes remain! Oh Ember! You will remember. Ember, One thing remains. Ember! So warm and tender, you will remember my name." Ember sang on.

Willow realized that Ember was actually crying. This shocked her. "What did I do?" she wondered confused.

"Ember! Ember! Ember!" more chanting came from below and now Willow noticed the strange effect it had on her.

"Ohhhhhhh! Ember! You will remember. Ember! One thing remains. YEAH! EMBER! So warm and tender, you will remember my name. Yeah! You will remember my !" Ember finished her song and appeared to be glowing even stronger than before.

"Ember, what is going on?" Willow demanded frustratedly.

"Newsflash, cutie, I'm a **real** ghost!" she shrieked hiding her pain. "And I thought I'd finally found someone who could understand my pain." Ember raised her guitar and aimed it at Willow. "Hear that? They're chanting my name, babe," she added.

"Ember! Ember! Ember!"

"So what?" Willow shot back fed up with the cryptic.

"So! I've got power, babe, and loads of it. Now I'm going to teach you not to go pretending to be a ghost when you're not!" she added enraged. Strumming one chord she unleashed a blast of sound.

Willow felt compelled to do something – anything – to stop the mad ghost. She could figure out what was really going on later, right now she had more important things to be doing. Snapping her fingers Willow summoned another rain cloud.

"Oh wow! Is the big bad "weeping" Willow going to snuff my flames?" Ember asked in a teasing tone.

"No, Ember, I'm going to do something else," Willow said. She began to glow as bright as Ember as the water filled her spectral power. "I think it's time for a time out, missy!" she said before blasting Ember with a huge gout of water.

Ember strummed her guitar and blocked the attack with a musical bubble shield. "Ha! You're not a Halfa like that creep over in Amity, Willow, you're just a ghost. And an ordinary ghost can't harm another ghost," she added smugly.

Willow's eyes began to glow. "Wanna bet?" she demanded summoning a tidal wave in the sky behind her. "I don't get your deal, Ember, but I don't have time to play therapist right now," she added. "Say good night," she added.

"You first!" Ember cried in misery and rage. "AHHHHHHHHH!" she screamed once again strumming her guitar and unleashing a blast of music at Willow's wall of water.

* * *

"OOOOO, cat fight!" Cosmo cried out.

"Cosmo!" Wanda shrieked. "You're supposed to be keeping an eye on those Jack-O-Bots!" she reminded.

"But, Wanda, this is the part in the story where we get to see the fur fly, and the fire and the water," Cosmo said pleadingly.

"I don't care, we're not supposed to be in Sunnydale, and you're not supposed to be a Fairy again yet," Wanda stated with crossed arms.

"Oh drat," Cosmo said. "Oh well… At least I can do this…" he added raising his wand.

**HERE COMES THE CRIMSON CHIN!...**

"Wrong words, Cosmo," Wanda said exasperatedly.

Cosmo chuckled. "Whoops." He waved his wand a second time.

**To Be Continued Poof…**


End file.
